Code Geass R3: Lelouch of the Resistance
by Double0h
Summary: Only a year after the "death" of Lelouch Vi Britannia, a new king places his pieces on the board in an attempt to "change the world for the better." Will he succeed, or will Lelouch, along with his new Geass user and the black knights be able to fend off this new threat? Note: I do not own Code Geass.
1. prologue

**A/N: This is my first FanFic, and this is only the prologue, tell me what you think and if you find it somewhat interesting. If you think it's worth continuing, let me know, until then, thanks for reading!**

* * *

The chapel was quiet and calm, even if it wasn't exactly in the best of conditions. Mold covered the old decrepit walls, and the stained glass' once vibrant colors had faded with time. Most of the old paintings had been covered by heavy fabrics, obviously an attempt to keep the paintings at least somewhat clean.

The chapel had been vacant for many years now, abandoned along with the village that it resided in because of one of the many Britannian patrols that had relocated locals to more populated areas so that the "filthy numbers" were easier to keep track of.

At the front of the room, before the podium that the priest would have occupied, two figures stood looking upon the large wooden cross that protruded from the wall. It's once white and pristine paint, now chipped and faded.

"So," the figure to the right, hidden behind shadows just like its companion began. "This is where it all began?"

"It isn't exactly how it once was," the left figure droned in a completely emotionless voice. "But yes."

The room was silent for several moments before the figure on the left stepped forward and kneeled before the cross. As the figure kneeled, they were bathed in the pale light, revealing a young female with light green hair and golden eyes that gave off the weary look of someone much older than the girl that possessed said eyes.

The second figure now followed its companion forward but remained standing directly behind the young woman.

A small and tranquil smile appeared on the youthful girl's face. "I've been waiting for this for a long time." She whispered to the only other being present in the room.

"I don't doubt it." The figure said with a small chuckle.

"I'm ready" She said simply, then bowed her head and closed her eyes.

"Goodbye, C.C."

Her smile grew upon hearing her final farewell and replied quietly. "Goodbye, Lelouch."

Lelouch Vi Britannia moved forward, raising a black pistol to the back of C.C.'s head. He held it there for only a moment, and then pulled the trigger.

* * *

Kallen Kozuki was idly twiddling her thumbs as she sat at her wooden desk in the middle of the classroom. She had been doing so for the past twenty minutes out of sheer boredom. Looking up from her hands to the room around her, she took in the classroom's décor. The walls were still just as decadently embroidered and beautiful as she had remembered from before she had been forced to drop out of school on account of the Black rebellion's outcome. Because of it being her senior year at Ashford Academy, She didn't really have all that much to do except attend school until she could graduate in a few weeks. Naturally, like any other senior in her position, her thoughts drifted to what she would do after graduation.

She already knew what profession she would choose, that much was a given. She had been a Black knight for Four years. Not only that, but she had also been their Ace pilot and leader of Zero squad. When all was said and done she had no doubt she would be immediately returned to her pilot's chair and back into the swing of things before the year was out.

Of course, she wouldn't have much to do though. Things had been mostly quiet following the death of "the Daemon Emperor" as they so politely named the man that she had found herself so enamored with. Lelouch had pushed her away in order to keep her from being killed when the others had turned on him, and had also kept her away again when he formulated his elaborate plan that essentially placed the world in one of the most peaceful eras it had ever seen.

But that was simply the way it had to be unfortunately. In order for the world forget their hatred for each other, they needed someone else that they could all place their anger and displeasure on. Naturally, that meant someone had to play sacrificial lamb. Who better than the man who had essentially thrown away everything already?

She couldn't exactly tell anyone the truth, obviously, but she didn't have to enjoy it. She was happy with how things were but that didn't mean she didn't miss him. She had grown close to Lelouch prior to the Black Knights betrayal.

 _Great_ , she thought to herself. _I just had to start thinking about him again._

She was long past the point of crying over his death. It had been a year since his death and there had been plenty of nights alone in her room looking at the picture that she had of him while she cried. Now it just made her depressed and, unfortunately for her friends, angry.

 _Just think about something else_ , she told herself sitting back in her chair and staring at the blackboard at the front of the room.

As hard as it was to get her mind off of the raven haired boy, her thoughts finally moved onto what the other Black Knights were up to. Ohgi remained the prime minister of Japan, while Tohdoh was in charge of coordinating the black knights while Zero became something of a figure head. Tamaki had also stayed on, mostly because he had nothing better to do and he probably wouldn't have gotten a better paying job if he left. He wasn't alone though, as the majority of the other black knights followed his example and also stayed on.

After a few more slow moments of flitting through her memories to pass the time, the bell finally rang, releasing her from school and allowing her to head home.

 _Well, all in all, at least I won't be alone when I get back into the order_ , Kallen thought to herself as she reached her front door and entered the house, retiring for the day.

* * *

Upon the Black Knight's main base of operations, a newly built _Ikaruga_ Mk. II, a tall and slender man wearing a Knight's uniform typed furiously on a keyboard; pulling up normally classified documents that had been sealed deep within the Knight's data base by Zero himself.

The man had just finished getting past the last line of encryption that had been hiding the notes that he had been looking for, information on the Zero Requiem and the Ragnarok connection.

"Bastards," the man whispered as he read through the information." You threw away perfection for what? Individuality? Imbeciles."

He was dragged out of his musings by a large warning light that went off overhead, signifying that one of the guards he had knocked unconscious had been found.

Quickly downloading all the files pertaining to his search, he made a quick exit into one of the many hallways within the ship. He wasn't anywhere near done with this information yet.


	2. chapter 1

**A/N: This chapter introduces our newest addition to the cast. Because I couldn't find anyone else who might be willing to become immortal, I figured I would make someone. It also gives me more freedom to make him however I like. His first name and last name both come from Knights of the Round Table. His last name, Lamorak was hot headed and strong. This translates well with our character here because I wanted someone who would be quick to anger, especially after the events that will soon transpire. His first name, Kay was mocking and cruel, this will also come into play later on due to how he will treat others in order to complete his goal.**

Kay Lamorak sighed as he strolled down the side walk headed to his school's locker room. He had just finished a weightlifting session with his team mates from the football team and was ready for a shower and clean clothes. Being in a poorly ventilated room filled with thirty people doing hard labor does tend to do that to people.

He had just pulled open the door to enter the locker room when another teen came barreling into Kay's chest.

"The Fuck man?" Kay yelled at the youth who now occupied the floor at his feet. Now gritting his teeth at the careless antics of his colleague. _God, is it that hard to look where you're going?_ He thought.

"Sorry!" the boy apologized as he scrambled to his feet. He was tall, much like Kay himself. However, that was where the similarities ended. Where Kay was broad shouldered and burly, the teen before him was thin as a twig and obviously hadn't done a day of hard labor in his life. He also had deep violet eyes while Kay held a light brown. Upon his head was hair as black as night where Kay's was the same color as his eyes.

"I was just looking at the time on my phone" the boy said with a kind tone now putting on a polite face that could easily be found on the cover of a magazine.

Kay growled as he glared at the object of his anger." Yeah, whatever just hurry up and get out of my face, you make me feel like I'm going to puke rainbows."

"Of course, wouldn't want that now would we?" the cheery teen replied with a bright smile that seemed way too polite.

Kay's eyes narrowed when he noticed the unusually cheery attitude of the boy. Something didn't feel right about him.

"Yeah," Kay muttered, eyeing him again, now more cautious of the youth than angry." We really wouldn't."

After flashing another polite smile, which made kay even more uneasy, He walked off at a brisk pace to parts unknown.

 _Weird,_ Kay thought. _Whatever, as long as he doesn't piss me off._

Unfortunately, his thoughts about the youth he had just encountered simply wouldn't stop. Not only did he feel uneasy about the teen, but now that he thought about it, he seemed familiar.

He couldn't place his finger on it, but he recognized the face. It was vague, but it was there. It continued to nag at him as he reached his locker.

Upon arriving at his assigned locker, he peered at the rusty, almost trashy door that held his belongings. Kay didn't really care all that much for his school, or anything in it really, the entire place looked ragged. However, there wasn't much one could do when they lived on the "ass end of nowhere" as Kay liked to call it.

As he opened the old, dented slab of metal that lay between him and his clothes, he noticed that he was currently receiving a call on his phone.

Out of curiosity, and habit, he read the name, even though he probably already knew who it was. Grinning, He read in his head the name of the caller _Valery_.

"Yes mam?" Kay said, smiling wide as he heard the childish giggle of his ten year old sister who had just received her first cellphone last week.

"Kay!' the girl all but squealed into the phone, making Kay's smile grow ever closer to splitting his face." Guess what?"

"What?" the athlete asked, already having a good idea of what his dear sister would say.

"I found ten dollars under my pillow this morning!" the little girl chirped with pride, making Kay laugh to himself. He had placed the money under her pillow last night after she had fallen asleep.

There wasn't much that Kay cared for, but his sister was the most important.

After the death of their parents in a terrible car accident, Kay decided to become the head of what was left of their family, working hard to keep up his grades, and do well in sports in hopes of earning a scholarship while still holding a part time job at a local food mart.

It was certainly difficult, but making sure that the last member of family he had was happy was certainly worth it in his eyes.

Of course, being who he was, Kay really didn't give that kind of love or protectiveness out to anyone else. Most people thought he was just angry all the time just because he could be. But it was just the way he was.

"That's great!" Kay said as he readied his clothes for his impending shower." Why don't you spend it at the ice-cream parlor next to your school with your friends? I'm going to be a little bit longer today since I have to get groceries before I pick you up okay?"

"Kay, Kay!" the girl giggled at her little pun, eliciting a small chuckle from Kay as he told her he loved her, and hung up.

 _Well, at least not everything in this town sucks_ Kay thought as he headed for his shower.

* * *

After finishing his shower and retrieving his keys to the car, Kay drove to the store that he worked at on the weekends in order to pay for him and his sister's necessities. Luckily, the house had already been paid off, and his father's old pickup truck was left at the house on the day of the crash.

Today however, Kay needed to simply purchase some food for the rest of the week.

"Picking up some dinner for you and your sister Kay?" the middle aged man behind the cash register asked.

"Yeah," Kay replied. He liked the old geezer, he was polite, and paid him pretty well all things considered. He didn't really know him all that well though, on account of Kay's lack of social skills, and the old man's quiet nature; but it worked out, Kay didn't like people and his boss didn't much care for conversation. After the small pleasantry, most likely the only one that the man would give until next payday, Kay headed off to get the necessary ingredients for Beef stew.

"Let's see," Kay muttered to himself as he went down the list of groceries." We already have the beef, and I bought onions last week but-"

Before he could finish that thought, a large explosion came tearing through the air. Many of the items that had previously occupied the old wooden shelves now lay scattered across the old, cracked concrete floor. Kay himself stumbled and fell against the stone wall that one of the racks he had been riffling through had been leaning against.

"The hell was that?!" The youth growled out between his teeth. The explosion had left his ears ringing and he grasped at his head in pain. He slowly got to is feet, stumbling slightly in his concussed state.

"Hey boss! You okay?" Kay yelled, now taking his first few timid steps. He noted that the store's front windows had been blown in by the explosion, and the entrance of the old food mart was now nothing more than a pile of dust and broken bits of concreate laced with blackened blast marks and small fires that flickered in the air.

But what the young adult had failed to notice until just now was the large metallic object that stood about two hundred feet from the blast zone. Its large red mono-eye glowed with a menacing light that gave it an evil appearance, this was only compounded by its angular design that looked vaguely like a man made from silvery blades.

"For the connection," The large object that Kay now recognized as some form of Knightmare Frame bellowed. The external speakers made the voice sound almost other worldly with its deep voice mixed with the mechanical sounds that created it.

The youth's eyes went wide as he noticed the large rifle that the frame was currently hefting in his direction. He instinctively bolted for the best cover he could find. Just as Kay reached the closest piece of wall left standing from the first shot, the second went screaming over his head and connected with the rear wall that he had been leaning against only moments before.

"Jesus Christ!" Kay yelped as he desperately crawled through debris left by the massive slug rounds that the frame was blasting into the building.

"This way!" a disturbingly familiar voice called from the tree line that was now visible on the other side of a demolished wall.

Kay looked up at the boy that he had been suspicious of only a half an hour ago, waved from the cover of the thicket at the edge of the trimmed grass behind what was left of the store.

"What the hell are you doing here?" Kay bellowed from his place behind a pile of roofing that had fallen into the isles.

"Saving your life!" the other teen yelled back as he continued to beckon Kay towards him with his hands.

Given the circumstances that Kay found himself in he grimaced as he realized that regardless of how much he didn't trust the boy, he was Kay's best bet.

Clamoring to his feet, Kay made a beeline for the foliage. Luckily being missed by the several rounds that came tearing through the air around him, Kay went barreling through the greenery that his new savior had come from. After only two steps into the foliage, Kay found himself tumbling end over end into a large trench that had been dug just out of sight from the normal passerby.

After coming to an abrupt, and painful, landing, Kay had little time to take note of his surroundings before the other hole's occupant was dragging him to his feet and giving him a stream of instructions that Kay barely caught amidst the moment's confusion.

"Okay, I need you to start moving down the side of the thicket towards your car, I'll be going in the opposite direction in order to gain the pilot's attention. After reaching the truck I need you to drive it into the frame's legs. Luckily it doesn't have a float unit, so this will hopefully daze the pilot long enough for me to reach the cockpit and open the canopy in order to kill the fool behind the wheel."

After staring at the young teen before him for several seconds, trying to register the words that came so calmly from his colleague's mouth, Kay gave him a small nod before numbly turning in the direction that he had been told to go.

As Kay continued his dazed attempt at sneaking through the brush, the black haired teen began his trek in the opposite direction, all the while attracting as much attention as possible, mainly through firing off a black pistol that he had just drawn from the back pocket of his black sweat pants.

Pulling up the hood of his matching sweater, he positioned himself on the opposite side of the old pickup that Kay was currently making a beeline to thanks to the frame's current disregard of him. The youth wasn't a particularly good shot, but the sheer size of his opponent assured at least some of the shots connected.

Meanwhile, Kay was just starting the car when the frame realized that one of the beings it had been gunning for was missing. Turning around in realization as it picked up the noise from the car, the pilot attempted to bring the large gun to bear on the vehicle. But despite its efforts, Kay's truck was already half way towards the frame when it managed to fire off the first round.

Only seconds after the shell sheared off the roof, the vehicle connected with the right leg of the war machine. The effect was immediate, as the frame slid forward and landed head-first into the dirt. While the frame's damage was superficial however, the truck was totaled; its engine had been completely flatted with the force of the collision.

Luckily, Kay himself only suffered several minor cuts and scratches, and had been saved from being crushed by his lack of a seatbelt which allowed for him to be thrown from the vehicle by the force.

The mysterious stranger, that had been previously distracting the frame, now came running towards the wreck. Completely ignoring Kay, who was slowly getting to his feet and assessing his physical state, pulled open a small latch at the side of the Knightmare and hit the release button to open up the cockpit. As the hatch hissed open, the boy raised his small fire arm and aimed it straight at the pilot. Wasting no time, the teen didn't even blink as he unloaded the last few rounds in the hand gun into the operators head.

"The hell did I just get sucked into?" Kay muttered as he stared blankly at his supposed "savior" as he struggled to lift the now dead pilot from the seat that their corpse was sitting in at the time of their violent end.

 **A/N: Okay, so I've obviously decided to continue this story but just to let you all know, I have no clue how often this will be updated, or how long it will turn out. Tell me what you think of my new character, and if he seems too bland, it's my first time doing any of this so any kind of constructive criticism helps. Also, to answer xxdelta's question: Lelouch took C.C.'s immortality before his supposed "death". So no, He followed normal procedure and is no longer able to use absolute obedience. Until next time, thanks for reading!**


	3. Chapter 2

"Ok," came the extremely furious voice of Kay as he stormed up to his unlikely ally." Who are you and why did that Knightmare Frame just demolish my work!?"

This only annoyed the man who continued to try, and fail, at dragging the corpse from the giant metal contraption. _At least he didn't go into shock_ , he thought to himself as he clawed at the bloody uniform.

"Well?" Kay hissed at him after a moment of enraging silence.

 _Well, I_ could _tell him._ The teen thought as he gave up on his futile attempt at getting the accursed body out of its seat. _But at the moment it would probably make things more difficult than they already are._

"Well? Talk, you little-"

"At the moment, what matters is getting out of this alive." He began, stopping Kay before he could make any kind of insult." After that, we can figure out the who, what, when, where, and why."

Kay was about to argue again when he realized what his new acquaintance was implying with that statement." You mean there are more coming?" Kay asked, now reigning in his emotions as he realized what that would mean for him.

"They're everywhere." He replied as he proceeded to wipe sweat from his brow." So, if you want to live, I would suggest that you _help_ me."

After only a moment's hesitation, Kay walked up next to the other youth and grabbed the body under the armpits, then dragged it out onto the ground a few feet away. Kay was obviously disturbed by the fact that he had just unceremoniously pulled a dead man out of a giant war machine, but he managed to simply ignore it by thinking about how he was going to survive more encounters with psychopathic maniacs toting around giant weapons that could easily turn him into red paste with one pull of the trigger.

"So what's the plan?" Kay asked, now all business on account of their predicament." I've never even touched one of these things before, and even if you know how to pilot it, it's only got one seat. Not to mention that we're probably going to be encountering several of these monsters once they realize one of their buddies got taken out."

His accomplice grinned wickedly, giving Kay a disturbing sense of nostalgia as he once again thought he should know who this guy was. "My friend, numbers mean nothing to someone such as myself."

Kay felt a sudden wave of dread wash over him as the violet eyed boy began to prepare for their impending "guests."

* * *

"Are you sure this is the best chance we have?" Kay muttered into the mic that the youth had given him before leaving his ally in the cockpit of the previously downed machine.

"Well," He said over the radio, flashing a confident smirk at the Knightmare that had been moved over into the brush nearby." I could make you be a decoy if you want."

Kay turned slightly green at the idea and immediately declined. After a moment of silence, Kay ran through the plan in his head one last time. It was simple enough, in theory at least. Kay would hide inside of the captured frame and take cover using the ditch over in the brush behind the demolished food mart. Meanwhile, his accomplice would be hiding under what was left of the truck. When the enemy reinforcements arrived they would hopefully take note of the truck and most likely investigate. When they come up to the truck, the group would be ambushed by Kay's frame. Because of his lack of knowledge on the frames, despite his athletic capabilities, his ally had decided to elect himself as the biggest risk taker during the exchange. He knew more about accessing the electronics within the machines. As a result, it would be his job to kill the pilots, and potentially cause some extra chaos using the self-destruct feature in order to disorient the remaining pilots.

"They're here," the mysterious teen said just as three massive humanoid machines came rolling up to the wrecked truck.

Kay wasn't exactly sure how well this was going to go, especially considering the fact that he had only been given a five minute crash-course on how to operate the machine, but all the same, he readied the rifle to fire.

It was certainly awkward using the control yolks to maneuver the arms properly, but after slowly adjusting the angle of the large weapon, he was ready to fire. After taking a deep breath, Kay clenched his jaw, and pulled the trigger. The slug that had been locked into the chamber came screaming through the air with a loud thump and echoing explosion that was quickly dwarfed by the noise that came from the projectiles contact with the nearest frame's side. The machine that had previously been scanning the direction that they would have most likely headed next, tumbled onto its side and screeched to a halt. The two remaining combatants immediately began to rain fire into the trees all around Kay.

Kay maneuvered the Knightmare deeper into cover with unsteady, and jerky movements. He made a mental note to learn how the hell to properly move these things later, if they survived of course.

Amidst the firefight, a lone figure crawled from under the destroyed vehicle and scrambled over to the cockpit of the downed machine, opened the hatch, and made quick work of the disoriented pilot. He, activated the emergency self-destruct sequence and began to sprint as far away from the impending blast as he could. After about twenty seconds of continuous fire from the two remaining Knightmares, they were interrupted by a large explosion that demolished their legs, and forced them to the ground with a great crash and the sound of metal grinding on metal.

Upon noticing the lack of enemy fire, Kay clumsily maneuvered the frame into the open and fired several inaccurate shots at the damaged units. While most of the shots veered to the left, or right, those that did connect were enough to destroy the frames and their occupants without too much difficulty.

"Holy shit," Kay breathed." It worked! We lived!"

"Of course we lived," the second youth responded from behind a collapsed tree that had fallen to the side of the road." You just don't have enough faith in me."

"Uh, hello?" Kay replied with rising annoyance." We just squared off against three armed Knightmares. How can you act like surviving that was a given?"

"Because it was a given." He replied with commanding tone that only served to bother Kay and anger him further.

"Bullshit!" Kay screeched at the thin teen that stood unwaveringly directly in front of the large metal beast before him." You know just as well as I do that that was pure luck!"

"I don't rely on luck," he retorted with a deadly serious expression." Only fools rely on something as fickle, and useless as luck."

Kay sneered at the image of the boy through the monitor as he clumsily turned the frame in the opposite direction.

"Whatever," he growled." More importantly, now that we probably have a breather, I want answers."

"Obviously." His ally replied almost disinterestedly." The main thing that you need to know is that these people aren't going to care who is in their way. They're here to leave a message for the people. To show them they mean business."

"How many are there?" Kay asked, not liking where this was going.

"Enough to wipe out the entire town." He replied in a calm and calculating tone, knowing what his new friend was probably thinking.

"We need to move," Kay stated in a way that suggested that there was no room for argument.

"To find your sister, right?"

Kay turned the head camera of the Knightmare so that he could see the small figure behind him and studied him carefully. He was mere seconds from crushing the boy under the frame." How do you know about my sister?" He asked in a quiet and deadly tone.

"I know a great many things," the boy replied with a small grin plastered on his face." But that hardly seems important, what with her probably being hunted like an animal at the moment right?"

"You little shit!" Kay screamed at him as his sight went red." Give me one good reason not to kill you right fucking now!"

"First of all," the teen replied tauntingly," you should stop threatening the man who saved your life no more than an hour ago. Second, I have done nothing to threaten you, or your dear sister. And finally, I am your best hope of getting both you, and your sister out alive."

Kay hated this kid. How dare he act so confident when Kay was threatening him with a Knightmare? Kay wouldn't have it. He knew this kid was trouble, and he would rather take his chances getting himself and his sister out alone than have to worry about some mysterious guy who was obviously trying to manipulate him. Kay raised the gun to aim at the boy and grinned wickedly.

The teen just sighed tiredly and closed his eyes, already knowing that nothing would stop Kay from pulling the trigger. The last thing he heard was a loud click as the gun was fired.


	4. Chapter 3

**Disclaimer: I do not own Code Geass**

* * *

Lelouch Vi Britannia lay in a small crater in the middle of an old, unkempt road. His hoody and pants were in tatters, the sun was going down, and he had no means of transportation. Suffice to say, his day wasn't going well.

"If he died I'm going to lose it," He muttered to himself as he rose to his feet. "At least I don't have to worry about whether or not he can pull the trigger."

Lelouch began to walk down the road at a leisurely pace in the direction of the elementary school nearby. It was the most likely place for his target to go. However, that was also the most dangerous place for them to go.

"Hopefully I can still salvage the situation," Lelouch contemplated as he rounded the corner on his trek to the school. "If his sister is still alive then I can use that to my advantage. She would give him a reason to fight and me a way to keep him in line. But that goes out the window if she dies. He wouldn't be useless, but he would be harder to control."

Lelouch had been planning to enlist the help of Kay for at least a month. He was looking for someone he could utilize, someone that was capable of wielding the power of the king. He realized he could have easily chosen any of those who were once close to him. But most of them either hated him, or were too precious to him to lose. He wouldn't put them in danger again. He owed them that much. If he was to take the path of blood again, he would keep those he loved out of it.

Suzaku would be dragged in regardless, but that didn't mean Lelouch couldn't limit his involvement. Nunnally could be kept safe as well. But then there was another individual who came to mind. Another person who Lelouch was determined to keep safe.

A girl who had experienced pain akin to that of his own. Who had sought the same dream that they had both fought so hard for. They were both dedicated to bringing peace to the world. But the main reason that Lelouch wanted to protect her is what they don't have in common. It was the fact that deep down, she was something he could never be. A good person. Someone who won't lay awake at night thinking about the billions of innocent people put to the sword because of their failures. Lelouch wouldn't lie to himself, he hated what he had done. He hated his own existence, necessary as it was. But he wouldn't let her become like him. No that wouldn't happen.

He would commit as many atrocities he had to if it meant she wouldn't be like him. If it meant she could still say that she didn't hate herself.

That was why Kay was necessary. Why he needed someone he wouldn't come to care for. Someone he could use. The evil henchman that did his master's bidding. Lelouch smirked at that. Even when he fights for the good guys he still finds himself committing crimes that one would normally only find a villain from a comic book commit. What a pathetic existence that is.

As Lelouch walked he took note of the destroyed buildings, the chunks of concrete scattered about the landscape, and the burning trees. While the plant life burned the setting sun turned the sky a deep orange, almost as if it too was burning. What it brought to mind for Lelouch was rather hilarious, in a sick sort of way. There may not be a hell in the afterlife for him, but that wouldn't stop the world for making a hell on earth just for him.

"Maybe not just for me," Lelouch mumbled as he climbed into what was left of one of the buildings that made up the educational facility. Bodies of all shapes and sizes were scattered about the rooms, filled with bullet holes from assault rifles and pistols. Lelouch continued deeper into the building and found himself faced with even more of the dead carcasses. They were already beginning to smell and it made his stomach turn.

As he reached the other side of the building and opened the door, he found a single Knightmare Frame that sat inactive in the center of the inner courtyard of the school. It was missing one of its arms and had several splashes of blood covering its legs and remaining arm. In front of it on the ground sat a teenage boy with disheveled coppery brown hair that just barely managed to cover his eyes with the way his head was tilted down.

"Well he lived," Lelouch whispered as he slowly made his way towards Kay.

He didn't look physically harmed but something was obviously off. He wasn't moving or making noise. He just sat there, with his head bowed and his body slack.

"I found her," Kay finally called out when Lelouch had made it about halfway towards him. "She was just a head. Her body was nothing but a little hunk of flesh attached to her neck."

Lelouch sighed and continued towards him. This time without any of the caution he had previously utilized. As soon as he was within reach he placed his hand upon the boy's head.

His vision flashed a whole array of colors before everything went white. Then, He saw it.

* * *

Kay sped down the street with only the safety of his sister in mind. He was still terrible at controlling the Frame, but he was getting the hang of the basics. As he turned a corner about a mile down the road from the food mart he had come from, he found himself staring down a Knightmare identical to his.

Kay, seeing a chance to make the first move, raised the large cannon-like rifle and aimed directly into the chest of the opposing Frame. He didn't wait for more than a millisecond before unloading several rounds into his target. Much like the last time he had used the rifle, his shots were inaccurate, but sufficient. The Frame's chest and cockpit were turned into twisted hunks of metal before it even hit the ground

That wasn't the only enemy present however, previously overlooked by Kay, a full squad of foot troops were scrambling for cover by the Frame's feet. Normally, they wouldn't be a problem. But unfortunately, one soldier that had propped himself up against a crumbling wall leveled an RPG at the side of the giant machine.

As Kay turned to drive away, his Knightmare's right arm was destroyed in a fiery explosion. He snarled as his Frame shuddered from the force of the blast.

"I don't have time for this shit!" Kay screamed as he kicked down the wall that the man had been hiding behind. As the other men began to run away in vain, Kay proceeded to crush them under the feet of his metallic steed.

As the men's screams of horror and pain finally ended with their horrid demise, Kay proceeded towards the school. He had to find her, he had to protect her. He tore down the street, headless of anything around him. This part of the town seemed almost as if it had already been covered by the soldiers.

"No!" Kay howled out as he turned onto the street the school was on. "They didn't find her, they didn't find her!"

Kay drove straight into the courtyard of the school and immediately got out of his Frame. He burst into a full sprint towards his little sister's class room. As soon as he opened the door he was scanning the room.

"Valery!" Kay called, his voice hoarse from all of his running. "Valery! Valery! Valery! Va-"

He found her. Or more specifically…

He found what was left of her.

* * *

 **A/N: Well that was depressing. I want to know what you guys think about how I depicted Lelouch in this. Does he feel out of character? I think that deep down Lelouch kind of hates himself. I want him to seem like a guy who is only alive because if he died no one would be able to get the job done. Even if he is kinda crazy, he probably does still feel a lot of guilt about what he's done. Also, let me know if anything feels rushed or incomplete. Am I going too fast or is the pacing good? You know, the usual things one should worry about when they write a story. Anyway, thank you for reading and I hope you enjoyed!**


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